Mikey Gets Shellacne
Teenage Mutant Ninja Turtles (2012) episode
Mike shell
Season Code: 205
Episode: 31
Original airdate November 16, 2013
Written by Thomas Krajewski
Supervising Producer Ant Ward
Producers: MacGregor Middleton
Peter Hastings
Ciro Nieli
Directed by Alan Wan
Supervising Director  Ciro Nieli
Episode chronology
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"Mutagen Man Unleashed" "Target: April O'Neil"

Teenage Mutant Ninja Turtles Season 2
October 12, 2013 - September 27, 2014
List of Teenage Mutant Ninja Turtles episodes


  1. The Mutation Situation
  2. Follow The Leader
  3. Invasion of the Squirrelanoids
  4. Mutagen Man Unleashed
  5. Mikey Gets Shellacne
  6. Target: April O'Neil
  7. Slash and Destroy
  8. The Kraang Conspiracy
  9. The Good, The Bad, and Casey Jones
  10. Fungus Humungous
  11. Metalhead Rewired
  12. Of Rats and Men
  13. The Manhattan Project, Part 1
  14. The Manhattan Project, Part 2
  15. Mazes & Mutants
  16. The Lonely Mutation of Baxter Stockman
  17. Newtralized!
  18. The Wrath of Tiger Claw
  19. Pizza Face
  20. The Legend of the Kuro Kabuto
  21. Plan 10
  22. Vengeance is Mine
  23. A Chinatown Ghost Story
  24. Into Dimension X!
  25. The Invasion, Part 1
  26. The Invasion, Part 2

Season 1Season 2 - Season 3Season 4 - Season 5

"Mikey Gets Shellacne" is the fifth episode of the second season of Teenage Mutant Ninja Turtles (2012 TV series) and the thirty-first episode of the series overall. It aired on November 16, 2013.


Michelangelo plays with some rejected retro-mutagen samples and contracts a dangerous acne infection that mutates out of control. The Turtles head to the remains of TCRI to find a molecular centrifuge to make an antidote for the infection and find Baxter Stockman with the only one in his possession. Without the centrifuge to help with the cure, Michelangelo is doomed, so he does whatever it takes to retrieve it, later running afoul of Dogpound and witnessing the birth of an enemy both old and new.


Major Characters

Minor Characters


The episode opens with Leo, Donnie and Raph trying - and failing miserably at - making a decent breakfast. They wonder where Mikey is, since he's usually the one to make it. It is then revealed that Mikey is still in bed and feeling quite sick today. He then looks into the mirror and sees his face covered in zits, and screams loudly. Soon, Donnie studies him with some type of scanner, and says that the zits will continue to spread, until he basically becomes a giant zit and will pop. It is actually kind of debatable whether or not Donnie was saying this just to terrify his younger brother - or if he was speaking the truth...Mikey locks himself in his room, not wanting to come out until whenever these hideous zits go away....But then, he notices that the zits are now growing on his tongue, freaking him out.

Elsewhere, we see Karai sitting on The Shredder's throne, being in charge whilst her father is in Japan looking for potential recruits. Dogpound and Fishface then walk into the room, and Dogpound ends up tripping since his tail gets caught right behind him in the automatic door and he falls down, producing a huge indentation in the massive water tank below....Fishface then teases him, and Dogpound subsequently expresses his true feelings about having gone from such a fleet-footed ninja master to a huge lumbering lummox. Karai then demands just a little bit of respect from them. After Fishface tells her to not get so comfortable, she tells them that she wants someone to help her with the maintenance of the robotic Foot Soldiers on a daily basis. She needs someone quite easy to manipulate and/or intimidate into working for her, which means Baxter Stockman...However, Dogpound reminds her of how he tried to kill the two of them in that 'Maze of Doom' that he had created, but Karai sends them to capture him anyway.

Back in the lair, Mikey tries to hide from his brothers by putting an empty Pizza box over his head -- and Raph makes fun of him for doing so. Splinter then tells him to stop and consider what an unsuspecting human being would think of Raph if they saw him...Splinter then senses that Mikey is hiding something from them. Mikey finally comes clean. He then admits that he found something that would apparently make him 'Super Cool' in Donnie's lab and he put some on himself to make him a cooler and "better" person, since his brothers often view him as such a big halfwit. Donnie explains to him that it was a reject batch of Retro-Mutagen -- and also says that the label was indicating that it was supports to be kept 'Super Cooled'...Mikey says that it should have been made clearer, only for Donnie to flip the vile around 360 degrees to reveal all of the warning signs. Now that Donnie at least knows what caused Mikey's condition, he can possibly do something about it. He might still turn into a huge zit and pop, but now they have knowledge of the fact that it will happen in at least 3 hours....To make the antidote, Donnie needs a certain molecular centrifuge, and the only one they know of is in the remains of the TCRI building that they seemingly blew up.

Meanwhile, Dogpound is running around the city, being able to track down Stockman with his acute sense of smell. He continues to moan, groan and mope about his current, unavailing condition - and he desperately wants to be human again. He finally receives a dependable scent and starts following it...Meanwhile, the Turtles are just beginning their search through the remains of TCRI for the centrifuge. However, they find Baxter in there as well, and once discovered, he sends a bunch of Mousers after our heroes. It seems that he is planning to create a vast Mutant army of his own, and amongst the items he is planning to use is the very centrifuge that they need. Dogpound then arrives too and, seeing the Turtles, he regains all of his joy and buoyancy by picking a fight with them. Baxter then views this as a chance to escape, but Mikey chooses to chase after him. However, Dogpound then leaps out of nowhere & grabs the scientist, who tries to defend himself by saying that he is much more fragile than meets the eye. Dogpound then unloads a colossal punch into a wall, causing part of one entire section of the building to cave in completely. Mikey pushes some of the others out of the way and saves them, but both of the bad guys are now completely gone.

At home, Mikey starts to both feel and look a lot worse than before. Donnie says that he has to stay safe, since, at this stage, if just one of his zits pops, it might actually cause a chain reaction that will make him "explode" even sooner. The Turtles try to figure out where Dogpound could have possibly taken Baxter. Mikey suggests Baxter's old lab, but everyone quickly dismisses this and says that it simply doesn't make sense. While the others discuss the possibility about checking out the TCRI building yet again or one of Bradford's old Dojos, Mikey decides that he isn't just going to wait around until he pops and so goes to investigate Baxter's lab by himself...

In the lab, Baxter shows Dogpound the giant vat of Mutagen that he currently has at his disposal. Fishface then arrives soon afterward, and is surprised that Dogpound was able to find Baxter first. He then asks why they aren't taking him back to Karai right away, and Dogpound explains how he is convinced that Baxter can turn him human once again. Fishface then says that he wants to become a part of humanity again as well. Before Baxter can respond, however, Dogpound then pulls out quite an obscure collar and attaches it onto Baxter's neck with a clamp. However, this specific collar counts with many small, fragile bottles of Mutagen on it as but a 'first order of business'. It is also on a timer, so, unless he doesn't find a cure fast enough for them, the tiny bottles will explode and completely douse him in the Mutagen (it is probable that this scene only serves to be a foreboding of the form that Baxter will most likely take on sooner or later: A lowly/gigantic fly. Meanwhile, Mikey sneaks around up above and overhears everything in this very conversation. He then tries to steal the centrifuge with his Kusurigama chain, but Dogpound then catches him off guard. Mikey's zits are now quite huge and very sensitive, so he performs to the best of his ability in his ensuing fight against Dogpound, while also trying to avoid being touched at almost all costs....Mikey then jumps up onto a platform above the Mutagen vat and Dogpound then jumps after him as well. However, Dogpound's weight ultimately destroys the area that they are standing on and Mikey jumps out for another plank to grab onto. Dogpound doesn't make the jump, however, and is soon holding onto Mikey's leg for dear life. The Turtle has no choice but to smack Dogpound off of himself, and this makes the latter fall right into the huge vat of Mutagen far below. Dogpound then leaps out soon afterward - and is now mutated into a creature that somewhat resembles a wolf and is covered in macabre spikes and many exposed sharp bones. Mikey calls him "Rahzar" now.

As Rahzar, Bradford finds himself to be a lot faster and much more agile - and he finally feels like a true warrior again. Rahzar then tosses Mikey against a wall, but our sensitive turtle manages to use his nunchaku to narrowly grab onto a nearby support girder to stop himself from crashing against the wall. Just as Rahzar leaps out at him, his attack is then blocked by one of Raph's twin sais that he throws at him, as the other Turtles have now officially made their entrance into the scene (they had easily figured out that Mikey came here). Mikey tries to make off with the centrifuge, but Fishface is now after him. Baxter, using a remote, is also able to call for more Mousers to come into the equation as well... As the lengthy fight continues, Mikey suddenly comes up with an idea. He tricks Rahzar into lunging towards one of the control panels in the very machinery that runs the whole place. Mikey gets out of the way and Rahzar jams all five of his claws into the control panel and ends up accidentally electrocuting himself. Mikey teases that the Mutant just got Shell-Shocked. The Turtles then take to the high ground and Donnie activates some nearby sprinklers, making it 'rain' water, so all of the Mousers, Baxter, and Fishface all get zapped at the same time and are all utterly defeated. Mikey then laments that they couldn't get the centrifuge that they needed, but Raph reveals that he has it, and everyone makes a successful escape...Karai then shows up and taps on Baxter's Mutagen collar with her katana several times. She tells him that he has been promoted once again and that he is going to be working for both her and The Shredder all the same.

At the lair, Donnie is just finishing up the antidote and pours it all over acne pads, which Mikey proceeds to quickly rub all over himself. The antidote works just fine and he is soon turned to back to normal. Splinter then walks in and commends Mikey on his 'resourcefulness'. Mikey then turns around and brags to the others about how he was right all along about Dogpound taking Baxter to his former lab, but Donnie suddenly says that he sees a zit growing on Mikey's nose. Mikey realizes that it was a trick to simply scare him, and he angrily lunges out at Donnie.



Leonardo: Uh, he's just realizing that now?

Michelangelo: I'm covered in turtles zits!

Raphael: Talk about shellacne!

Leonardo: Don't worry, Mikey. It's just part of being a teenager.

Michelangelo: Have you ever had 'em?

Leonardo: HECK no!

Donatello: Okay, Mikey. The good news is these so-called "zits" aren't gonna hurt you. And more importantly, They won't interfere with you making us breakfast.

Michelangelo: That's a relief.

Donatello: But the bad news is they'll continue to spread all over your body. Spreading and spreading and spreading and spreading.

Leonardo: [pounding on Mikey's room door] Mikey, come on! It's not as bad as you think! And Raph PROMISES not to make fun of you anymore!

Raphael: That's right! I'm sorry I called you Crust Muffin, and Fungus Face, and God-zit-la, King of the Pus Monsters, now COME ON OUT OF THERE!

Michelangelo: No way! Not while I'm covered in gross, slime filled zits!

Donatello: Technically they're pustules, filled with oil and sebum, which is even grosser than slime.

Leonardo: Uh, not helping, Donnie, but thanks. Mikey!

Michelangelo: Forget it guys! I'm too hideous to be a ninja!

Dogpound: [falls through glass floor]

Fishface: Impressive. You went from stealthy ninja to idiot man-dog.

Dogpound: How I detest this clumsy body, What I wouldn't give to be human again.

Donatello: There's just one key instrument I need. A molecular centrifuge.

Michelangelo: No problem! Money is no object! Leo, can I borrow some cash?

Michelangelo: Is this a "centrifudge"?

Donatello: That's centriFUGE, and no, that's a beaker.

Michelangelo: Is THIS a "centrifudge"?

Donatello: That's a microscope.

Michelangelo: Is THIS a "centrifudge"?

Donatello: That's the SAME BEAKER!


  • The sound effects from Michelangelo's first "acne fantasy" (where the giant finger is attempting to pop him) come from Nintendo's Donkey Kong game.
  • Dogpound says that he bets Baxter would turn into a "some lowly bug" if mutated - an obvious foreshadowing to his future fate (Baxter Fly).
  • Like Shredder before him (in the nightmare Splinter had in Panic in the Sewers), Rahzar pays homage to A Nightmare on Elm Street's Freddy Krueger, by scraping the wall with his claws.
  • In the scene where Michelangelo imagines himself as a giant pimple in a video game where a big finger is trying to pop him, the background is the same sewer from the original TMNT game on the NES.
  • On the jar of Donnie's retro mutagen are Mr. Yuk stickers which were stickers used in the 1980's that parents would put on bleach, detergent and other inedible substances to remind kids to not drink\eat them.
  • This is the first time in the 2012 series that a mutant mutates for the second time.


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